In general, the directors and officers of a legal person have obligations and responsibilities relating to the legal person?s activities. Each director must act with prudence, diligence, honesty, loyalty and in the legal person?s interest.1 Each officer is responsible for representing the legal person and directing its activities ...
Maximising benefits: The importance of efficiently leveraging W&I Insurance to structure M&A deals Warranty and Indemnity (“W&I”) insurance is a risk management tool that transfers the liability of the seller to the insurer. W&I insurance typically covers the breach of warranties and indemnities provided by a seller/warrantor and the occurrence of events that were unknown or undisclosed to a buyer ...
Carey Olsen and Oakbridge advise Sullivan Street Partners on Wave Group investment Carey Olsen provided regulatory, structuring and legal advice in establishing Sullivan Street's investment vehicle, Wave Jersey LP, with Oakbridge facilitating the set up and ongoing fund administration services. The Carey Olsen team advising Sullivan Street Partners comprised corporate partner Chris Griffin and associate Marco Carossa ...
Expanding its ability to detect and pursue security incidents, the Federal Trade Commission (FTC) finalized an amendment to the Safeguards Rule[1] on October 27, 2023 requiring non-banking financial institutions to report certain data breaches. By extending this data privacy protection to customers of all financial institutions, this amendment demands fintech firms across the country revisit their cybersecurity and incident-response policies. I ...
Following chancellor Jeremy Hunt’s Spring Budget speech made on 6 March 2024, legal experts at law firm Shoosmiths share their views on the announcements ...
Carey Olsen advises XBTO Global on acquisition of Stablehouse and XBTO International Stablehouse is a digital asset custody and trading platform that helps institutions mitigate risk with security, insolvency remote protection and regulatory compliance, and its combined acquisition together with XBTO International by XBTO Global allows the group to provide integrated and comprehensive digital asset services through a single platform ...
Carey Olsen advises certain sellers in GFL Environmental's secondary offering The selling shareholders, which included BC Partners, GIC, Ontario Teachers' Pension Plan Board, Poole Private Capital, LLC, and entities affiliated with HPS Investment Partners, LLC, collectively agreed to sell 21,000,000 subordinate voting shares at the public offering price of US$34.45 per share in a fully underwritten secondary transaction. RBC Capital Markets, LLC and RBC Dominion Securities Inc ...
In the recent judgment of John Mussington & Anor v. Development Control Authority & Others (Antigua and Barbuda) [2024] UKPC 3, the Judicial Committee of the Privy Council (“JCPC”) found that the appellants had standing to challenge the construction of an airstrip in Bermuda ...
Practise What You Preach Governance + Compliance Magazine Joanne Sear, Principal Associate Barrister, Shoosmiths February 2024 Companies in the legal services industry may be advising clients on the risks and opportunities around corporate responsibility, but are they living up to those recommendations? For more than a decade, corporate responsibility (CR) has been a key risk and opportunity for businesses ...
You may already be aware of a new federal law called the Corporate Transparency Act (the CTA), which became effective on January 1, 2024. The CTA was enacted as part of the National Defense Authorization Act and mandates that certain business entities (“Reporting Companies”) report identifying information to the Financial Crimes Enforcement Network (FinCEN) ...
To reduce carbon emissions, significant changes are necessary in how our industries operate, how they draw power from the grid and how we heat our homes. Hydrogen emerges as a pivotal element in achieving net zero (NZ) emission goals. It serves as a low-carbon fuel, facilitating our transition toward a more sustainable future. Developing a hydrogen economy holds the key to unlocking future investments, generating employment opportunities and enhancing supply chains ...
As it has been widely reported, 2023 saw a fall in merger and acquisition (M&A) transactions compared to 2022. Many are predicting greater dealmaking in 2024, although we suspect that will be weighted towards the second half of the year. As it has been widely reported, 2023 saw a fall in merger and acquisition (M&A) transactions compared to 2022. A vast array of headwinds all led to a reduction in deal activity, including high inflation, rising interest rates and lower economic growth ...
BVI annual returns - frequently asked questions 1. What information needs to be included in the annual return? The annual return needs to provide a basic balance sheet and income (profit and loss) statement. The form of annual return is prescribed by statute, a copy of which can be found here. 2. When does the first annual return need to be filed? A Company must file its first annual return within 9 months of its fiscal year end ...
Carey Olsen and Alter Domus advise Gyrus Capital on €310 million fund Fund II consists of the Principal Fund and an open-ended co-investment vehicle, allowing Gyrus to make larger investments. With its close, the total number of funds raised since the firm was established in November 2018 exceeds €750 million. Fund II will be a continuation of Fund I, generating returns from investments into businesses operating in the healthcare and sustainability sectors ...
U.S. Citizenship and Immigration Services (USCIS) released guidance on the Fiscal Year (FY) 2025 H-1B lottery process. The registration system will be open from noon Eastern, March 6, 2024 until noon Eastern, March 22, 2024. The application fee will remain $10 for each case entered into the system ...
